All but one of the starring roles in the all-kids musical comedy "Bugsy Malone Jr." have been cast, with rehearsals to start Monday, director Pierrette Jensen said.

The play is adapted from the 1976 motion picture box office smash of the same name. It starred Jodi Foster and Scott Baio, both 14 at the time.

The film's unusual premise - child actors spoofing Depression-era gangster movies - along with writer-director Alan Parker's high production standards and razzmatazz tunes by Paul Williams made it a hit with adults, as well as children.

"Bugsy" is another ambitious project by Jensen, who previously directed "Sound of Music," "Oliver" and other largescale musicals for The Acting Company.

The show provides dozens of roles for youngsters and a host of technical challenges in music, choreography, sets, costumes and props, Jensen said.

Among other demands, it calls for a big cast, multiple period costumes and some 14 different locations, Jensen said.

"I don't like lengthy scene changes, so I've devised a lighting scheme to shift the locations without stopping the flow of the show," Jensen said.

Set in a mythical big city not unlike New York, the play chronicles Bugsy Malone's infatuation with Blousey Brown during a mob war between opposing gangs led by Dandy Dan and Fat Sam.

Debonair Dandy Dan acquires a super secret "splurge gun" which gives him an edge over rival chieftain Fat Sam, who presides over "Fat Sam's Grand Slam," an ice cream soda and banana split cabaret with a hot jazz chorus line fronted by torch singer Tallulah.

Choreographer Candee Jensen will design the several song and dance numbers.

Jensen picked Jason Hopkins, 13, to play Bugsy, a raffish underworld character with a heart of gold,

Ayla Clark, 13, plays Blousey, a singer trying to break into show business. Clark won the role after a flawless performance of the national anthem during two days of auditions last week.

Veteran Yuba-Sutter stage star Kenni Fayette, 13, secured the role of cabaret vamp Tallulah. The public last saw Fayette as Baby June in Ponderosa Theater Company's recent production of "Gypsy."

Kyle Jensen, 10 nabbed the role of elegant villain Dandy Dan.

In musical theater, actors covet roles for the solos they provide, as well as the number of spoken lines.

Alexandria Mazerolle, 11, captured the role of Lena Marelli, a brash vaudeville star with a rousing song to prove it.

Jensen said two important roles remain uncast, including the key parts of Fat Sam and Fizzy.

Fat Sam has plenty of punch lines to deliver and Fizzy performs a touching solo about facing life with only a pair of tap shoes and a rain check for tomorrow's audition.

The first rehearsal starts 1 p.m. Monday at TAC, 815 B Street, Yuba City, but there is still time for more actors - especially boys - to try out for Fat Sam, Fizzy and other uncast parts, Jensen said.

Other key production personnel include assistant director Patty Fayette and stage manager Randy Fayette.

"Bugsy Malone Jr." opens Aug. 2.